Item 1.01Entry into a Material Definitive Agreement.
On October 2, 2020, RCC Real Estate SPE 4, LLC ("SPE 4"), an indirect, wholly
owned subsidiary of Exantas Capital Corp. (the "Company") entered into the
Second Amendment To Amended And Restated Master Repurchase and Securities
Contract (the "WF Amendment") with Wells Fargo Bank, National Association and
the Company as guarantor, which made certain amendments and modifications to the
Amended and Restated Master Repurchase And Securities Contract, dated July 19,
2018, as amended (the "Repurchase Facility"). Per the Company's request, the WF
Amendment, among other things, (i) reduced the maximum amount of the facility
from $400,000,000 to $250,000,000; (ii) extended the Funding Expiration Date (as
defined in the Repurchase Facility; and (iii) modified the definition of Total
Equity (as defined in the Repurchase Facility) to be in line with other market
participants, so that credit losses are determined in accordance with a risk
rating-based methodology. In connection with the WF Amendment, SPE 4 exercised
the first of three options to extend the Repurchase Facility's termination date
for a one year period starting October 3, 2020 and ending October 2, 2021.
On October 2, 2020, the Company entered into Amendment No. 2 To Guarantee
Agreement (the "JPM Amendment") with JPMorgan Chase Bank, National Association
("JPM") which amended the Guarantee Agreement, dated October 26, 2018 made by
the Company in favor of JPM, as amended (the "JPM Guarantee Agreement").
Additionally, on October 2, 2020, the Company entered into the Second Amendment
to Guaranty (the "Barclays Amendment") with Barclays Bank, PLC ("Barclays")
which amended the Guaranty, dated April 10, 2018 made by the Company in favor of
Barclays, as amended (the "Barclays Guaranty"). The JPM Amendment and the
Barclays Amendment each modified the definition of Total Equity (as defined in
the JPM Guarantee Agreement and Barclays Guaranty), to be in line with other
market participants, so that credit losses are determined in accordance with a
risk rating-based methodology.
The foregoing description of the WF Amendment, the JPM Amendment and the
Barclays Amendment do not purport to be complete and are qualified in their
entirety by reference to the full text of the WF Amendment, the JPM Amendment
and the Barclays Amendment, which have been filed with this Current Report on
Form 8-K as Exhibits 99.1, 99.2 and 99.3, respectively.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Second Amendment To Amended And Restated Master Repurchase and
Securities Contract by and between RCC Real Estate SPE 4, LLC, as
Seller and Wells Fargo Bank, National Association, as Buyer, dated
October 2, 2020.
99.2 Amendment No. 2 To Guarantee Agreement, dated October 2, 2020
between Exantas Capital Corp. and JPMorgan Chase Bank, National
Association.
99.3 Second Amendment to Guaranty, dated October 2, 2020, made by
Exantas Capital Corp. as guarantor in favor of Barclays Bank PLC.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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